OFFICIAL DOCUMENTS. Amended and Restated Loan Agreement. Public Disclosure Authorized LOAN NUMBER 8336-ID. Public Disclosure Authorized

Transcription

1 Public Disclosure Authorized OFFICIAL DOCUMENTS LOAN NUMBER 8336-ID Public Disclosure Authorized Amended and Restated Loan Agreement Public Disclosure Authorized (Coral Reef Rehabilitation and Management Program - Coral Triangle Initiative (COREMAP-CTI) Project) between REPUBLIC OF INDONESIA and Public Disclosure Authorized INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Originally dated March 17, 2014 Amended and restated on June 19, 2017

2 2 of 18 Loan No ID AMENDED AND RESTATED LOAN AGREEMENT LOAN NUMBER 8336-ID Agreement originally dated March 17, 2014, amended and restated on June 19, 2017, entered into between REPUBLIC OF INDONESIA ("Borrower") and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT ("Bank"). WHEREAS (A) under an agreement dated March 17, 2014 between the Borrower and the Bank ("Original Loan Agreement"), as amended on September 27, 2016, the Bank agreed to provide the Borrower with a loan in an amount of forty seven million three hundred eighty thousand United States Dollars (US$47,380,000) to assist in the financing of the project described in Schedule 1 to the Original Loan Agreement ("Original Project"); and (B) the Borrower has requested the Bank to make specific amendments to the Original Project. NOW THEREFORE the Borrower and the Bank hereby agree to amend and restate the Original Loan Agreement, with effect as of the date of the countersignature of this Amended and Restated Loan Agreement ("Agreement"), as follows: ARTICLE I - GENERAL CONDITIONS; DEFINITIONS The General Conditions (as defined in the Appendix to this Agreement) constitute an integral part of this Agreement Unless the context requires otherwise, the capitalized terms used in this Agreement have the meanings ascribed to them in the General Conditions. ARTICLE II - LOAN The Bank agrees to lend to the Borrower, on the terms and conditions set forth or referred to in this Agreement, the amount of forty seven million three hundred eighty thousand United States Dollars (US$47,380,000), as such amount may be converted from time to time through a Currency Conversion in accordance with the provisions of Section 2.07 of this Agreement ("Loan"), to assist in financing the project described in Schedule 1 to this Agreement ("Project") The Borrower may withdraw the proceeds of the Loan in accordance with Section IV of Schedule 2 to this Agreement The Front-end Fee payable by the Borrower shall be equal to one quarter of one percent (0.25%) of the Loan amount. The Borrower shall pay the Front-end Fee not later than 60 days after the Effective Date.

3 3 of 18 Loan No ID The interest payable by the Borrower for each Interest Period shall be at a rate equal to the Reference Rate for the Loan Currency plus the Variable Spread; provided that upon a Conversion of all or any portion of the principal amount of the Loan, the interest payable by the Borrower during the Conversion Period on such amount shall be determined in accordance with the relevant provisions of Article IV of the General Conditions. Notwithstanding the foregoing, if any amount of the Withdrawn Loan Balance remains unpaid when due and such non-payment continues for a period of thirty days, then the interest payable by the Borrower shall instead be calculated as provided in Section 3.02 (e) of the General Conditions The Payment Dates are June 1 and December I in each year The principal amount of the Loan shall be repaid in accordance with the provisions of Schedule 3 to this Agreement (a) The Borrower may at any time request any of the following Conversions of the terms of the Loan in order to facilitate prudent debt management: (i) a change of the Loan Currency of all or any portion of the principal amount of the Loan, withdrawn or unwithdrawn, to an Approved Currency; (ii) a change of the interest rate basis applicable to: (A) all or any portion of the principal amount of the Loan withdrawn and outstanding from a Variable Rate to a Fixed Rate, or vice versa; or (B) all or any portion of the principal amount of the Loan withdrawn and outstanding from a Variable Rate based on a Reference Rate and the Variable Spread to a Variable Rate based on a Fixed Reference Rate and the Variable Spread, or vice versa; or (C) all of the principal amount of the Loan withdrawn and outstanding from a Variable Rate based on a Variable Spread to a Variable Rate based on a Fixed Spread; and (iii) the setting of limits on the Variable Rate or the Reference Rate applicable to all or any portion of the principal amount of the Loan withdrawn and outstanding by the establishment of an Interest Rate Cap or Interest Rate Collar on the Variable Rate or the Reference Rate. (b) Any conversion requested pursuant to paragraph (a) of this Section that is accepted by the Bank shall be considered a "Conversion", as defined in the General Conditions, and shall be effected in accordance with the provisions of Article IV of the General Conditions and of the Conversion Guidelines (a) If on any given day, the Total Exposure exceeds the Standard Exposure Limit (as said terms are defined in sub-paragraphs (b)(ii) and (b)(iii) of this Section), the Borrower shall pay to the Bank a surcharge at the rate of one half of one percent (0.5%) per annum of the Allocated Excess Exposure Amount (as defined in sub-paragraph (b)(i) of this Section) for each said day ("Exposure Surcharge"). The Exposure Surcharge (if any) shall be payable semi-annually in arrears on each Payment Date. (b) For purposes of this Section the following terms have the meanings set forth below: (i) "Allocated Excess Exposure Amount" means for each day during which the Total Exposure exceeds the Standard Exposure Limit, the product of: (A) the total amount of said excess: and (B) the ratio of all (or, if the Bank so determines, a portion) of the Loan to the aggregate amount of all (or the equivalent portions) of the loans made by the Bank to the Borrower and to other borrowers guaranteed by the Borrower that are also subject to an exposure surcharge, as said excess and ratio are reasonably determined from time to time by the Bank.

4 4 of 18 Loan No ID (ii) (iii) "Standard Exposure Limit" means the standard limit on the Bank's financial exposure to the Borrower which, if exceeded, would subject the Loan to the Exposure Surcharge, as determined from time to time by the Bank. "Total Exposure" means for any given day, the Bank's total financial exposure to the Borrower, as reasonably determined by the Bank. ARTICLE III - PROJECT The Borrower declares its commitment to the objective of the Project. To this end, the Borrower shall carry out the Project, through LIPI, in accordance with the provisions of Article V of the General Conditions Without limitation upon the provisions of Section 3.01 of this Agreement and except as the Borrower and the Bank shall otherwise agree, the Borrower shall ensure that the Project is carried out in accordance with the provisions of Schedule 2 to this Agreement. ARTICLE IV - EFFECTIVENESS; TERMINATION The Additional Conditions of Effectiveness consists of the following, namely, that the GEF Grant Agreement dated the same date as this Agreement, between the Borrower (as Recipient) and the Bank, providing a GEF grant in support of the Project, has been executed and delivered and all conditions precedent to its effectiveness or to the right of the Recipient to make withdrawals under it (other than the effectiveness of this Agreement) have been fulfilled The Effectiveness Deadline is the date ninety (90) days after the date of the Original Loan Agreement.

5 5 of 18 Loan No ID ARTICLE V - REPRESENTATIVE; ADDRESSES The Borrower's Representative is the Minister of Finance The Borrower's Address is: Ministry of Finance Directorate General of Budget Financing and Risk Management Gedung Frans Seda JI. DR. Wahidin Raya No. I Jakarta Indonesia Cable: Facsimile: FINMINISTRY Jakarta The Bank's Address is: International Bank for Reconstruction and Development 1818 H Street, N.W. Washington, D.C United States of America Cable address: Telex: Facsimile: INTBAFRAD (MCI) or Washington, D.C (MCI)

6 6 of 18 Loan No ID AGREED at Jakarta, Republic of Indonesia, as of the day and year first above written. REPUBLIC OF INDONESIA By: _ Authorized Representative Name: ROBC-T PArPAHAN Title: DGMWUvo-gT finar4cin1& 9. INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By: Authorize ntativ Name: Title:

7 7 of 18 Loan No ID SCHEDULE 1 Project Description The objective of the Project is to strengthen the institutional capacity in coastal ecosystems monitoring and research to produce evidence-based resources management information. The Project consists of the following parts: Part 1: Institutional Strengthening for Coastal Ecosystems Monitoring Providing support for robust coastal ecosystems monitoring: (a) conducting comprehensive and scientifically robust coastal ecosystem monitoring surveys in Eastern Indonesia (Provinces of Maluku, Sulawesi Tenggara, Sulawesi Selatan, Papua Barat, Papua, Maluku Utara, Nusa Tenggara Timur and Nusa Tenggara Barat); developing and launching the coral reef health index; establishing the national coastal ecosystems monitoring certification standard; and establishing sub-national training and monitoring plan; and (b) conducting comprehensive and scientifically robust coastal ecosystems monitoring surveys in Western Indonesia locations (Provinces of Sumatera Utara, Sumatera Barat, and Kepulauan Riau) Strengthening technical capacity for marine and coastal management and monitoring: provide scholarships and training. Part 2: Support for Demand-Driven Coastal Ecosystems Research Strengthening institutional systems for demand-driven coastal ecosystem research: (a) improving engagement with and involvement of end users in defining research priorities and disseminating research outcomes; (b) organizing national symposia/seminar/conference to enhance cross-sector and inter-agency engagement in the coastal ecosystems research process; (c) providing support for demand-driven competitive coastal ecosystems research grants and strengthening research networks and capacity; (d) undertaking priority research based on a clear demand-driven basis Strengthening technical capacity for coastal ecosystem research: (a) strengthening human resources skills, knowledge and capacity of LIPI and its research partners through the delivery of targeted training; (b) developing LIPI's role as a regional center of excellence for coastal ecosystems research.

8 8 of 18 Loan No ID Part 3: Strengthening Institutional Systems for Coastal Ecosystems Monitoring and Research Strengthening institutional capacity for coastal ecosystems monitoring and research: providing support for the upgrading of existing LIPI facilities Strengthening coastal ecosystems monitoring and research data and knowledge networks: (a) augmenting national holdings of coastal ecosystems data and enhancing availability to end users by incorporating outputs from competitive grants and demand-driven studies into the national data repository; (b) developing a long-term strategy and development plan to meet the growing demand for coastal ecosystems data provision and dissemination; (c) implementing a series of public information and awareness campaigns to enhance public knowledge about coastal ecosystems and the outputs of LIPI's monitoring and research programs; and (d) undertaking a deep dive study to develop and launch a COREMAP-CTI program legacy campaign to raise awareness of the critical environment, social and economic importance of coastal ecosystems in Indonesia. Part 4: Project Management. Support for the following activities: (a) monitoring and evaluation of Project performance; (b) compliance monitoring on safeguards and fiduciary management; and (c) coordination with partners.

9 9 of 18 Loan No ID SCHEDULE 2 Project Execution Section I. Implementation Arrangements A. Institutional Arrangements 1. The Borrower shall establish and maintain until completion of the Project, a national steering committee comprising representatives of, inter alia, BAPPENAS, LIPI, MMAF and MOF, said steering committee to review overall progress of Project implementation. 2. The Borrower shall ensure, through LIPI, that the project implementing unit is fully staffed with qualified staff in adequate numbers and supported by expert procurement, financial management, technical, social and environmental management, monitoring, evaluation, institutional capacity building and related capacities, in each case with experience and qualifications acceptable to the Borrower and Bank. 3. The Borrower, through LIPI shall: (A) carry out the Project with due diligence and efficiency and in accordance with sound technical, economic, financial, managerial, environmental and social standards and practices satisfactory to the Bank, including in accordance with the provisions of the Project Implementation Manual, the ESSF, the Anti-Corruption Guidelines and the Governance and Anti-Corruption Plan; (B) provide, promptly as needed, the resources required for the purpose; (C) procure the goods, works and services for the Project in accordance with the provisions of this Agreement; (D) monitor and evaluate the implementation of the Project in accordance with the indicators included in the Project Implementation Manual; (E) (1) maintain a financial management system and prepare financial statements in accordance with consistently applied accounting standards acceptable to the Bank; and (2) at the Bank's request, have such financial statements audited by independent auditors acceptable to the Bank, in accordance with consistently applied auditing standards acceptable to the Bank, and promptly furnish the statements as so audited to the Bank; (F) enable the Bank to inspect the carrying out of the Project and any relevant records and documents; and (G) prepare and furnish to the Bank all such information as the Bank shall reasonably request relating to the foregoing. 4. Project Implementation Manual. The Borrower, through LIPI, shall: (a) adopt and thereafter implement the Project in accordance with the Project Implementation Manual, including all annexes and supplements thereto, acceptable to the Bank and the Borrower, giving details of: (i) implementation arrangements; (ii) procurement procedures as set forth in Section III of this Schedule 2 and standard procurement documentation; (iii) reporting requirements, financial management procedures and audit procedures as set forth in Section II.B of this Schedule 2 and the related financial management action plan; (iv) project performance indicators; (v) the Governance and Anticorruption Action Plan; (vi) procedures and arrangements for the provision of support for research under Part 2.1(c) of the Project; and (vii) procedures and arrangements for the provision of scholarships under Part 1.2 of the Project;

10 10 of 18 Loan No ID (b) (c) (d) (e) not take any action to amend, suspend, abrogate, repeal or waive any provisions of the Project Implementation Manual without the prior written agreement of the Bank; ensure that the Project Implementation Manual, including all annexes and supplements thereto, the Environmental and Social Safeguards Framework and each of the environmental and social safeguards instruments referred in the Environmental and Social Safeguards Framework is made available, at all times until completion of the Project; with the prior written agreement of the Bank, update the Project Implementation Manual, including all annexes and supplements thereto, as necessary, at all times ensuring compliance thereof with the terms of this Agreement; and In the event of any conflict between the provisions of the Project Implementation Manual, including any annexes and supplements thereto, and the provisions of this Agreement, the latter shall prevail. B. Safeguards General Provisions 1. (a) The Borrower, through LIPI, shall carry out the Project in accordance with the provisions of the Environmental and Social Safeguards Framework, including the environmental and social plans to be prepared throughout the implementation of the Project pursuant to said Environmental and Social Safeguards Framework. (b) Except as the Bank and the Borrower shall otherwise agree in writing, none of the Borrower, nor any of their respective agencies shall assign, amend, abrogate, or waive, or permit to be assigned, amended, abrogated, or waived, the aforementioned, or any provision thereof 2. In the event of any conflict or inconsistency between the provisions of the Environmental and Social Safeguards Framework and the provisions of this Agreement, the provisions of this Agreement shall prevail. C. Anti-Corruption The Borrower shall ensure that the Project is carried out in accordance with the provisions of the Anti Corruption Guidelines and the Governance and Anti-Corruption Action Plan.

11 11 of 18 Loan No ID Section II. Project Monitoring Reporting and Evaluation A. Project Reports The Borrower, through LIPI, shall monitor and evaluate the progress of the Project and prepare Project Reports in accordance with the provisions of Section 5.08 of the General Conditions and on the basis of indicators acceptable to the Bank and included in the Project Implementation Manual. Each Project Report shall cover the period of one calendar semester, and shall be furnished to the Bank not later than one month after the end of the period covered by such report. B. Financial Management, Financial Reports and Audits 1. The Borrower shall maintain or cause to be maintained a financial management system in accordance with the provisions of Section 5.09 of the General Conditions. 2. The Borrower shall prepare and furnish to the Bank not later than forty five days after the end of each calendar quarter, interim unaudited financial reports for the Project covering the quarter, in form and substance satisfactory to the Bank. 3. The Borrower shall have its Financial Statements audited in accordance with the provisions of Section 5.09 (b) of the General Conditions. Each audit of the Financial Statements shall cover the period of one fiscal year of the Borrower. The audited Financial Statements for each such period shall be furnished to the Bank not later than six months after the end of such period. Section III. Procurement A. General 1. Goods, Works and Non-consulting Services. All goods, works and non-consulting services required for the Project and to be financed out of the proceeds of the Loan shall be procured in accordance with the requirements set forth or referred to in Section I of the Procurement Guidelines, and with the provisions of this Section. 2. Consultants' Services. All consultants' services required for the Project and to be financed out of the proceeds of the Loan shall be procured in accordance with the requirements set forth or referred to in Sections I and IV of the Consultant Guidelines and with the provisions of this Section. 3. Definitions. The capitalized terms used below in this Section to describe particular procurement methods or methods of review by the Bank of particular contracts refer to the corresponding method described in Sections II and Ill of the Procurement Guidelines, or Sections II, III, IV and V of the Consultant Guidelines, as the case may be.

12 12 of 18 Loan No ID B. Particular Methods of Procurement of Goods, Works and Non-consulting Services 1. International Competitive Bidding. Except as otherwise provided in paragraph 2 below, goods, works and non-consulting services shall be procured under contracts awarded on the basis of International Competitive Bidding. 2. Other Methods of Procurement of Goods, Works and Non-consulting Services. The following methods, other than International Competitive Bidding, may be used for procurement of goods, works and non-consulting services for those contracts specified in the Procurement Plan: (a) National Competitive Bidding, subject to the additional provisions of Schedule 4 to this Agreement; (b) Shopping; (c) Direct Contracting; and (d) Community Participation procedures which have been found acceptable to the Bank. C. Particular Methods of Procurement of Consultants' Services 1. Quality- and Cost-based Selection. Except as otherwise provided in paragraph 2 below, consultants' services shall be procured under contracts awarded on the basis of Quality- and Cost-based Selection. 2. Other Methods of Procurement of Consultants' Services. The following methods, other than Quality- and Cost-based Selection, may be used for procurement of consultants' services for those contracts which are specified in the Procurement Plan: (a) Selection based on Consultants' Qualifications; (b) Single-source Selection of consulting firms; (c) Procedures set forth in paragraphs 5.2 and 5.3 of the Consultant Guidelines for the Selection of Individual Consultants; and (d) Single-source procedures for the Selection of Individual Consultants. D. Review by the Bank of Procurement Decisions The Procurement Plan shall set forth those contracts which shall be subject to the Bank's Prior Review. All other contracts shall be subject to Post Review by the Bank. Section IV. Withdrawal of Loan Proceeds A. General 1. The Borrower may withdraw the proceeds of the Loan in accordance with the provisions of Article II of the General Conditions, this Section, and such additional instructions as the Bank shall specify by notice to the Borrower (including the "World Bank Disbursement Guidelines for Projects" dated May 2006, as revised from time to time by the Bank and as made applicable to this Agreement pursuant to such instructions), to finance Eligible Expenditures as set forth in the table in paragraph 2 below. 2. The following table specifies the categories of Eligible Expenditures that may be financed out of the proceeds of the Loan ("Category"). the allocation of the amounts of the Loan to each Category, and the percentage of expenditures to be financed for Eligible Expenditures in each Category.

13 13 of 18 Loan No ID Category Amount of the Loan Percentage of Allocated Expenditures to be (expressed in USD) Financed (inclusive of Taxes) (1) Works, Training and Workshops, 12,571, % Consultant Services, Goods, Incremental Operating Costs (promemoria) (2) Grants (pro-memoria) 0 0% (3) Scholarships (pro-memoria) 444, % (4) Works, Training and Workshops, 34,363, % Consultant Services, Non-consulting Services, Goods, Scholarships and Incremental Operating Costs TOTAL AMOUNT 47,380,000 B. Withdrawal Conditions; Withdrawal Period 1. Notwithstanding the provisions of Part A of this Section, no withdrawal shall be made: (a) (b) (c) from the Loan Account until the Bank has received payment in full of the Front-end Fee; or under Category 1, 2 and 3 for payments made prior to the date of the Original Loan Agreement; or under Category (4) for payments made prior to the date of this Agreement, except for an amount not exceeding USD 100,000 for Eligible Expenditures incurred after January 1, 2017 for activities under Part 1.1(b) of the Project. 2. The Closing Date is December 31, 2020.

14 14 of 18 Loan No ID SCHEDULE 3 Amortization Schedule The following table sets forth the Principal Payment Dates of the Loan and the percentage of the total principal amount of the Loan payable on each Principal Payment Date ("Installment Share"). If the proceeds of the Loan have been fully withdrawn as of the first Principal Payment Date, the principal amount of the Loan repayable by the Borrower on each Principal Payment Date shall be determined by the Bank by multiplying: (a) Withdrawn Loan Balance as of the first Principal Payment Date; by (b) the Installment Share for each Principal Payment Date, such repayable amount to be adjusted, as necessary, to deduct any amounts referred to in paragraph 4 of this Schedule, to which a Currency Conversion applies. Principal Payment Date Installment Share (Expressed as a Percentage) June 01, December 01, June 01, December 01, June 01, December 01, June 01, December 01, June 01, December 01, June 01, December 01, June 01, December 01, June 01, December 01, June 01, December 01, June 01, December 01, June 01, If the proceeds of the Loan have not been fully withdrawn as of the first Principal Payment Date, the principal amount of the Loan repayable by the Borrower on each Principal Payment Date shall be determined as follows: (a) To the extent that any proceeds of the Loan have been withdrawn as of the first Principal Payment Date, the Borrower shall repay the Withdrawn Loan Balance as of such date in accordance with paragraph I of this Schedule.

15 15 of 18 Loan No ID (b) Any amount withdrawn after the first Principal Payment Date shall be repaid on each Principal Payment Date falling after the date of such withdrawal in amounts determined by the Bank by multiplying the amount of each such withdrawal by a fraction, the numerator of which is the original Installment Share specified in the table in paragraph I of this Schedule for said Principal Payment Date ("Original Installment Share") and the denominator of which is the sum of all remaining Original Installment Shares for Principal Payment Dates falling on or after such date, such amounts repayable to be adjusted, as necessary, to deduct any amounts referred to in paragraph 4 of this Schedule, to which a Currency Conversion applies. 3. (a) Amounts of the Loan withdrawn within two calendar months prior to any Principal Payment Date shall, for the purposes solely of calculating the principal amounts payable on any Principal Payment Date, be treated as withdrawn and outstanding on the second Principal Payment Date following the date of withdrawal and shall be repayable on each Principal Payment Date commencing with the second Principal Payment Date following the date of withdrawal. (b) Notwithstanding the provisions of sub-paragraph (a) of this paragraph, if at any time the Bank adopts a due date billing system under which invoices are issued on or after the respective Principal Payment Date, the provisions of such sub-paragraph shall no longer apply to any withdrawals made after the adoption of such billing system. 4. Notwithstanding the provisions of paragraphs 1 and 2 of this Schedule, upon a Currency Conversion of all or any portion of the Withdrawn Loan Balance to an Approved Currency, the amount so converted in the Approved Currency that is repayable on any Principal Payment Date occurring during the Conversion Period, shall be determined by the Bank by multiplying such amount in its currency of denomination immediately prior to the Conversion by either: (i) the exchange rate that reflects the amounts of principal in the Approved Currency payable by the Bank under the Currency Hedge Transaction relating to the Conversion; or (ii) if the Bank so determines in accordance with the Conversion Guidelines, the exchange rate component of the Screen Rate. 5. If the Withdrawn Loan Balance is denominated in more than one Loan Currency, the provisions of this Schedule shall apply separately to the amount denominated in each Loan Currency, so as to produce a separate amortization schedule for each such amount.

16 16 of 18 Loan No ID SCHEDULE 4 Additional Provisions for National Competitive Bidding The procedures applicable to the procurement of goods, works, and non-consulting services under contracts awarded on the basis ofnational Competitive Bidding shall be those of the Pelelangan Umum (Public Tendering) and Pemilihan Langsung / Pelelangan Sederhana (Simplified Tendering) methods as set forth in the Recipient's Presidential Regulation No. 54/2010 as amended through July 31, 2012, including amendments set forth in Presidential Regulation No. 70/2012, with the modifications set out below in order to ensure economy, efficiency, transparency, and broad consistency with the provisions of Section I of the Procurement Guidelines, pursuant to paragraph 3.3 of said Guidelines. The Pemilihan Langsung / Pelelangan Sederhana method shall apply to such procurement up to the financial thresholds specified in said Regulation. In the event of a conflict between the Borrower's procedures and these modifications, the latter shall govern. 1. Procuring entities shall use the appropriate standard bidding documents acceptable to the Borrower and the Bank. The provisions of Section 1.16 (Fraud and Corruption) of the Procurement Guidelines shall apply, and each bidding document and contract financed out of the proceeds of the Grant shall include provisions on matters pertaining to fraud and corruption as defined in paragraph 1.16(a) of said Guidelines and the contract provisions set out in paragraph 1.16(e) of said Guidelines. 2. Foreign bidders shall not be precluded from bidding. If a registration process is required, a foreign firm determined to be the lowest evaluated responsive bidder shall be given reasonable time for registration. Foreign bidders shall not be required to form a joint venture or subcontract part of the supply of goods, non-consulting services, and works as a condition for submitting bids or the award of the contract. Bidding documents shall be made available, by mail or in person, to all international bidders who are willing to pay the required fee. 3. No preference of any kind shall be given to any bidders. 4. Under the Pelelangan Umum method, bidders shall be allowed at least twenty-one (21) days from the date of the invitation to bid or the date of availability of bidding documents, whichever is later, to prepare and submit bids; this period shall be ten (10) days under the Pemilihan Langsung / Pelelangan Sederhana method. 5. Bids invited under the Pelelangan Umum method shall be submitted in one (1) envelope and evaluated using post-qualification. 6. No bidder shall be rejected merely on the basis of a comparison with the owner's estimate and budget ceiling without the Bank's prior written concurrence. 7. Bid security, at the bidder's option, shall be in the form of a letter of credit or guarantee from a reputable bank or other reputable financial institution and shall without exception follow the form provided for this purpose in the bidding documents. 8. All bids shall not be rejected and new bids solicited without the Bank's prior written concurrence. 9. Government-owned enterprises in Indonesia shall be eligible to participate in bidding only if they can establish that they are legally and financially autonomous, operate under commercial law, and are not dependent agencies of the Borrower or sub-borrower.

17 17 of 18 Loan No ID APPENDIX Section I. Definitions 1. "Anti-Corruption Guidelines" means the "Guidelines on Preventing and Combating Fraud and Corruption in Projects Financed by IBRD Loans and IDA Credits and Grants", dated October 15, 2006 and revised in January "BAPPENAS" means Badan Perencanaan Pembangunan Nasional, the Borrower's National Development Planning Agency, and any successor thereto. 3. "Category" means a category set forth in the table in Section IV of Schedule 2 to this Agreement. 4. "DINAS" means each local government (kabupaten, kota or province) marine and fisheries office. 5. "District" means Kabupaten an administrative subdivision of a Province. 6. "Environmental and Social Safeguards Framework" means the Borrower's environmental and social safeguards framework, dated October 13, 2013 and agreed with the Bank, setting out mitigation, enhancement, monitoring, and institutional measures to eliminate any adverse environmental and/or social impacts of activities to be implemented under the Project, offset them, or reduce them to acceptable levels, or enhance positive impacts, including: (i) environmental and social screening requirements and processes (including a negative list of activities which shall not be financed under the Project); (ii) the environmental management framework (which includes the requirements for the preparation of environmental management plans); (iii) the land acquisition and resettlement policy framework (which includes the requirements for the preparation of land acquisition and action plans for access restriction); and (iv) the indigenous peoples planning framework (which includes the requirements for the preparation of indigenous peoples plans. 7. "General Conditions" means the "International Bank for Reconstruction and Development General Conditions for Loans", dated March 12, "Governance and Anti-Corruption Action Plan" means the Borrower's plan included in the Project Implementation Manual designed to integrate the contents of the Anti-Corruption Guidelines and to give effect thereto, and giving details of a program of actions, measures and policies designed to reduce or eliminate fraud and corruption in all its forms under the Project, including: enhanced information disclosure provisions; civil society oversight provisions; and a complaint handling mechanism; and an appropriate regime of sanctions and remedies, as applicable to each part of the Project (including each Subproject), as the Governance and Anti- Corruption Action Plan may be updated from time to time by written agreement between the Borrower and the Bank (as some of these expressions are defined hereafter).

18 18 of 18 Loan No ID 9. "Incremental Operating Costs" means reasonable incremental costs arising under the Project on account of local contractual support staff salaries; travel and other travel-related expenditures; equipment rental and maintenance; vehicle operation, maintenance and repair; office rental and maintenance; materials and supplies; bank fees; and utilities and communications expenses, but excluding salaries and honoraria of officials and staff of the Borrower. 10. "Keppres" means Kepitusan Presiden, a Presidential Decree of the Borrower. 11. "LIPI" means Lembaga Ilmu Pengetahuan Indonesia, the Borrower's Indonesian Institute of Sciences created pursuant to Keppres 1/1986, or any successor thereto. 12. "Ministry of Finance" and "MOF" means the Borrower's Ministry of Finance, and any successor thereto. 13. "MMAF" means the Borrower's Ministry of Marine Affairs and Fisheries, and any successor thereto. 14. "Part" means a part of the Project described in Schedule I to this Agreement. 15. "Procurement Guidelines" means the "Guidelines: Procurement of Goods, Works and Nonconsulting Services under IBRD Loans and IDA Credits and Grants by World Bank Borrowers" dated January "Project Implementation Manual" means the manual dated January 17, 2014, acceptable to the Borrower and the Bank, to be used by the Borrower in implementing the Project, meeting the requirements of Section I.A.4 of this Agreement, and such expression includes all schedules and annexes to said manual, as such Project Implementation Manual may be amended or updated from time to time with the prior written agreement of the Bank and the Borrower. 17. "Province" means an administrative sub-division of the Borrower's territory at the first level below the national level. 18. "Scholarships" means the reasonable cost tuition, travel and subsistence of graduate students under Part 1.2 of the Project. 19. "Training and Workshops" means Project-related reasonable expenditures related to the carrying out of training and workshop activities, including purchase and publication of materials, rental of facilities, course fees, and travel and subsistence of trainees.